Web of Responsibility
by ThatSchwayWriter
Summary: Peter Parker always knew his way of life would never be simple. No matter how hard he tries to keep New York safe, it takes a toll on his personal life, and he sees that now more than ever. With new friends, new enemies, and more obstacles on the horizon, will he finally prevail and be the hero he was destined to be? Post-SSM S2.
1. Simpler Times

_C'mon,_ _ **c'mon  
**_ Peter whispered as he ran out of the subway station and immediately got lost in the crowd. He was telling all the people to open up some space for him to walk, but as normal, not all of them would take that lightly.  
"You stupid?"  
"Shut up, kid!"

All those insults would just whiz past him as he exited the large crowd and entered the sidewalk of the city.  
" _Never_ doing that again…"  
He was obviously rushing his way to something, what could it possibly be?

School, of course.

He was just about to cross the street, until the streetlights didn't allow him to, the street soon being covered with a parade of cars. He groaned as all the cars went by, taking a quick look at the clock above the streets.

 _7:49 AM  
_ " _Damnit!"_

He's had enough with getting late, and now this happens. By the time the cars all leave and he's allowed to walk, he'll still get late. It doesn't help when the school is a long way from the place he was in.  
There was only one option left.

Once he saw an empty alley, Peter bolted into it, slowly removing his pouch, as he got closer to the dark corner of the streets.  
Then, as if he entered the door to a separate world, out came the spandex wearing superhero the city of New York would recognize in an instant, hanging from a web line.  
Along with a book bag hanging from one strand on his shoulder. Hopefully no one would notice, he's got enough people claiming he's some sort of thief.

"YEE-HAH!"  
 _Never gets old  
_ He let go from the previous web-line, pressing the two fingers on his other hand to the homemade device on his wrist. That produced another web-line attaching to a building not too far from Peter's position. In response, he'd use his other arm to grab on to it, then fully propelling himself forward. Once he let go, he achieved distances further than he could ever accomplish on foot.

"WOO!" he shot another web-line right after, keeping the momentum alive.

 _Man, why didn't I do this earlier on?_

A red car would burst from the other side of the street below, knocking some cars out of the way. The police were in pursuit as well.  
 _Right, that's why._

He let go of the web line and shot another, this time aiming at the speeding car.  
It was too late to rethink the action.  
 _"NOPE, BAD IDEA-"_

The sheer speed of the car would pull Peter right out of his current position.  
Now grabbing on to the car with the web-line, Peter climbed towards the edge of the web, then doing a backflip at the right moment to land on the car instead of getting his head crushed.  
Peter crawled over to the front of the car, knocking on the window to catch the attention of the robbers.  
Or mobsters.

Or whatever these guys were.

"GAH! THE SPIDER!"  
"Yes, yes, it's me. Now, before you ask for autographs.."  
The criminal on the shotgun seat started to pull out his gun, which Peter would stop by punching through the car glass, webbing the man's face, then pulling him and putting his fist back in the car window to deliver a crushing punch to the man's jaw.

"That didn't look like a pen at all!"  
Peter turned his head to the driver  
"I imagine you have one?"

The driver's fear led him to turn the car in multiple steep directions in an attempt to shake Peter off. Peter remained in place due to his wall sticking abilities. Despite this, Peter couldn't help but feel like something flew off him. Almost felt like a weird breeze.  
He'd focus more on that, but now wasn't the time.

"Welp, okay then."  
Peter grabbed on to the hood, put both his feet together, and slammed them through the car window. With a single blow, the driver was knocked out. Despite this, his foot was still on the pedal, meaning the car was still speeding.

Peter started shooting web-lines at each side, attaching each to the car in an attempt to stop it. It was slowing down, but the car kept going.  
"Man, this guy is _determined."_  
In the middle of his attempts, his spider sense tingled.  
He turned around, seeing two kids running in the street after a ball.

Peter flipped back from the car with no hesitation, shooting a web line above and swinging towards the kids, grabbing them both with one arm.  
He was more than happy that he was able to save them.  
He turned his head, shooting one more web line at the car and pulled on it.  
Eventually, the car was able to come to a stop, and the hero sighed with relief.

"Good job, Spider-Man."

Peter turned around.

Captain Stacy was walking towards the scene, parked police cars also behind him.  
"Those guys were at it for a _long_ time now, lost count. Thankfully the casualties were low."

"That's a relief," Peter looked down at the kids he just rescued, then looking back up to Stacy "Any idea about what they were hiding? Who they were working for?"

Stacy shook his head, "Nothing." He looked over to the car attached to all the webs in front "Never seen criminals this desperate to get away in some time."  
"Suspect it to be a new crime boss?"  
 _Hopefully not,_ Peter thought. _Last thing I need is more crime bosses_

Stacy chuckled, "Don't worry Spider-Man, I don't think we'll be seeing another crime boss in a while, thanks to you."  
"No problem, sir."  
He's right though. Peter alone toppled Tombstone, Doc Ock, and every other big boss in New York in one night.

….Osborn came after.

Peter couldn't take that out of his system, looking back at the way the Green Goblin was finally defeated.

He was partly responsible for Norman Osborn's death. That fact has been lingering in Peter's head for a while. Sure, it was Norman's fault for being less than a decent human in the first place, but Harry still lost a prominent father figure in his life. And it was all on Peter's shoulders.

Before he could think further, Stacy would snap him back to reality.  
"Spider-Man?"  
Peter blinked  
"Y-yes sir?"  
Stacy pointed to Peter's side. Peter turned to see both kids, still in shock about what just happened.  
"…Give me a moment." Peter walked over to the kids, crouching down to reach their size.

"Hey kids!"  
"Hey Mr. Spider-Man." They both said in unison.  
"What have you been told about the streets?"  
"Never play on the streets."  
"Exactly. Not trying to be rude, but I'm sure your parents really love you two, and they wouldn't want to see something _ever_ happen to you two."

The kids looked down, seeming ashamed.  
Peter sighed. He _needs_ to get better with kids, ASAP.  
"I just want you kids to keep safe, okay? You're both awesome, and you're both gonna be awesome adults! Understood?"  
The kids nodded silently.  
 _Definitely_ needed to get better at this.

Peter stood up, "Where were you kids heading anyway?"  
"Well, we were trying to get to school…"  
The mention of that word had Peter slap his hand right on his forehead  
"Aw, crap!"  
Everyone around him turned to him, giving him perplexed faces all around.

He looked at the kids, both _still_ with wide eyes in shock. Maybe it was just a reaction to Peter's sudden reaction.

"….Uh, kids, don't _ever_ use that word."

He bolted down the streets, passing by Stacy as he talked in the radio to bring the rest of his unit to the aftermath "Sorry, Cap, can't answer questions. Bye!" He jumped into the air and swung away.

Soon enough, he'd remember his backpack was missing.  
Was that what he felt on his shoulder not too long ago?  
How would he get it back?  
"Oh **c'mon** …!" his voice could be heard echoing from the city.

* * *

"This always happens. **Always.** "  
Peter crawled to a building next to Midtown High. His suit was mostly fine since the battle wasn't too serious, besides the 'speeding car' and 'kids running in the streets' bit at least. Peter couldn't help but think about why those criminals were in such a rush, though. It's like they had to deliver something on time. Or someone, even. His senses didn't tell him anything about a person trapped in the car, but still.  
Who knows?!

"Whatever, focus on that later"  
Peter ran out of the corner of the building, wearing his traditional clothing. Blue and grey shirt paired with brown pants.  
He managed to find his pouch as well. It took some time, but he was able to find it in some random dumpster.

It smelled terribly now and it also looked pretty torn since it literally _flew_ straight off Peter's shoulders by a car running at least 60 miles an hour.  
But all that was on his mind right now was to get on time, even if he most likely couldn't now.

Once recognizing how the entrance was absolutely empty, Peter knew classes began long ago, fuelling him to run faster. He started to remove a book from his bag while simultaneously running, so he could at least gain a head start on that front.  
The result was a teenage boy running in curves down a hallway while taking more time than he should in getting a book from a pouch.

He did what he could, but once he reached the entrance to his first class, that abysmal sound could be heard throughout the halls.

 _RING RING!_

The door to his class opened, multiple kids exiting the door with cheers of excitement.

Of course, none of them acted like Peter was there.

The first person that ran into him knocked his book over. It wasn't too much, so he crouched down to pick them up, only to be immediately hit by back pack upon back pack, student among student. They kept walking by, slapping his face with pouches and Peter could think about was if that was all intentional or not. He's a full size human, how would they _not_ see him right there?!

As everyone left the class and he was actually able to reach out for his book, he started brushing shoe dust off of it, along with a frown.

 _"Already a bad start. Yay."_ he thought to himself.

He would hold that thought as a familiar girl exited the classroom.  
She was the blonde. **The** blonde. The one he'd known for so many years, the one he'd always talk to.  
Her hair strands held on by a pink band, her blue eyes catching Peter's immediately.

He gazed upon her for what seemed like hours.

"Peter?"  
"H-Hi Gwen!" He stood up, brushing his pants as he got off the ground.  
"Peter.." She put her head to the side, almost in embarrassment of some sort "..You have to be more careful."  
"Agree!" Out behind her, came the prodigal son himself, Harry Osborn. "Make a better entrance when you're late, at least. Helps make a better impression."  
"Hey Harry!" Peter waved  
As he said this, Harry put his arm around Gwen. She looked up to Harry, smiling at him as he kissed her forehead.

Or at least she was faking one.

Right after that kiss, she looked to the side again, her eyes circling up to Peter's as a way of displaying sympathy.  
No one but Harry was comfortable with this, something he'd be quick to realize.  
Somehow though, this only made his smile grow to a grin.

"C'mon Gwen, let's go." Harry said, abruptly ending the conversation. As they walked away, Peter could see Harry's fist starting to curl up and tighten.

 _"Nevermind, he sucks at hiding anger"_ Peter thought to himself

Peter sighed.

Oh, how he wished to go back to simpler times.

* * *

As Peter entered the classroom, wanting to at least try to explain to his teacher.  
This one was both new and, in Peter's opinion, _really_ sketchy.  
The room was very dull. Little to no trace of light anywhere, especially from sunlight.  
In the corner, an old desk scattered with displays of bat skeletons and models could be seen, as well as the teacher.  
He was skinny to an almost worrisome level, as if he hasn't eaten in days. His skin as pale as the old lab coat he was wearing, and his black long hair covered nearly half his face. Peter envisioned this guy to be part of some emo band, not his new Biology teacher!

"Dr. Morbius…..I _swear_ I can expla-"

Goosebumps could be felt as he heard the teacher's raspy voice  
"You're late. Third time this week."  
"Look, sir, I'm sorry. But I _really_ want another cha-"  
"Another chance? How many chances do you need?!"

Peter sighed, "Sir, seriously, I try but-"  
"If you are trying, then try harder. So far you've been giving the same exact excuse on every occasion."

Morbius stood up from the chair, hands behind his back as he roamed throughout the room.  
"What's the excuse this time? Traffic jam? Faulty subway?"

Morbius looked at Peter, who stayed absolutely silent.  
What could he tell him?  
Certainly can't be the truth, as much as Peter wanted to explain he was stopping a speeding car, he _can't_.

"Well, at least you know that it's easy to tell when you're making stuff up." Morbius said, acknowledging Peter's response.

Peter remained silent anyway. Words can't describe how much he'd wish to just tell everyone that _'Oh, hey, I'm Spider-Man! Surprise! Now you can tell why I'm always super exhausted and late to everything!'  
_  
Morbius sighed, placing his long nailed fingers on his nose  
"Look, Parker..." He took his fingers out of the pose and looked at him, "I believe you're a good student. I truly do. All those good words from Warren about you gave me high hopes. All you need is a push to be responsible."  
"…..Right." Peter finally spoke up, now just starting to head towards the door. He was doing his best to hide his anger.

Morbius sat down, saying some final words to Peter.  
"Get rest. Wake up early. Do your homework. Anything that helps to step up, do it. I'll have to fail you otherwise."

Peter stopped at the mention of the word, holding the tightest grip he's ever put on a doorknob.  
"Understood, sir."  
Clearly frustrated, Peter exited the class **just** as the bell for the next one rang.

What a nice day this was shaping up to be.

* * *

 _Click, click, clack_  
The metal door to the locker flew open at the sounds of the combination. Peter started shoving his books inside, getting out ones he needed, his usual system with lockers. He wouldn't really need books for lunchtime, but this was Peter Parker.

Not like he'd be comfortable with talking to _anyone_ at the moment. His day hasn't changed at all since the morning.

Gwen and Harry were already lost calls due to recent events, he'd _just_ broken up with Liz, MJ was no where to be seen and when she was she was already busy, and Flash was…. _well_ , Flash.

He had no one to talk to no matter how much he wanted to. He was hoping lunch would change this, but with his luck the day will be just as bad as ever.

Just then, he could feel his spider-sense buzzing in his head.

" **Parker!** "

He knew that voice whenever he heard it.

" _Oh joy…"_

Peter turned around.  
"Look, Flash, my day's been absolute _garbage,_ so-"

Flash didn't move. Or respond. Or even try to make a comeback. All he had was a book on his hands and a rather confused face.  
"Look man, if you're not in the mood, I get it. Morbius just _loves_ to ruin a good day."

"Uh…." Now Peter was the one getting the confused face "…Help with…what?"

Flash pointed at the math problem in his notebook with the tip of his pencil "That. I don't get how this formula works. I was just gonna ask if you could help, but.."

 _"Wait. A. Moment. Is Flash seriously asking for_ _ **my**_ _help? Like, not even trying to make me do his homework for him, like_ _ **actually**_ _wanting me to walk through the problem and teach him?"_

"Uh…Parker?"

Peter snapped back.  
"Y-yeah, sure." Peter looked at the question in Flash's notebook "Whaddya need?"

As Peter broke down the problem for Flash to understand, he couldn't help but notice how different Flash was acting. Was it opposite day? Was he secretly planning to shove Peter into his own locker in cartoonish fashion right after he finished the problem?  
Surprisingly, none of that happened. Flash just walked through with Peter as he explained.

When Peter was done with explaining the problem, Flash closed his notebook, smiling with pride.

"Thanks man, appreciate it!"

Flash walked away. He didn't lay a finger on Peter or even say a word to him.

He was acting like a mature human being, a rare occasion for Flash Thompson.

"Oh, one more thing," Flash stopped on his tracks and turned around, smirking.  
 _  
"Welp. Knew that was too good to be true."_

"That bag smells awful, dude. What happened?"  
"Uh…" Peter was startled. Was Flash planning to push him around as usual or not? "..I don't know I just…found it in a dumpster. Spider-Man stopped the guy who stole it. He found it there."  
As usual, a barebones story only Peter Parker could make so quickly

"Well, at least Spidey got the bag right? _Amazing_ guy!" Flash chuckled as he turned around "Later Parker! Recommend you wash it well at home!"

Flash continued to walk away, not trying to harm Peter in any way once again.

 _"This is like seeing the Shocker donate to children, the heck is going on?! Did Flash get bitten by a radioactive nice guy or something?!"_

"Hey Sha Shan!" Flash said, smiling at the girl as she walked by him. She smiled back, and they started talking together as they walked to the lunchroom outside.

"… _.Guess that explains it."_

Peter smiled as he turned around to close his locker. If Flash was going to get softer to get closer to a girl, everyone wins.

* * *

He took one bite of the sandwich he was given for lunch as he stared elsewhere.

Usually he'd be sitting with Harry and Gwen, but due to a few twists of events and introductions of new people, Peter was sitting completely on his own. Not even Gwen and Harry gave him a visit, no matter if Gwen wanted to or not.

Harry and Gwen were sitting alone together, Flash was with Sha Shan and her group of friends, and MJ was no where to be seen yet again.  
The only table that remained unchanged was Flash's group, who were sitting in the same table as always. Seeing how Flash has the hots for Sha Shan, he barely sits there anymore.

He looked down at the sandwich in his hands. Traditional, whole wheat bread, lettuce, tomato, and cheese sandwich Aunt May prepared with the deepest care.  
He smirked, though halfheartedly; looking at the bite he'd given it.

"Well, just you and me."

 _"I'm talking to a_ _ **sandwich.**_ _Since when were things getting this bad?"_

Then, out of nowhere, he overheard a conversation.  
"Just go in front of him and _act_ like you're over it."

That girl's accent. He knows who it is.

"But I'm _not_ over it!"  
"The more you act like you're over it, the more you'll get over it. Trust me. I've been through it a thousand times. Just go in front of him, act cool, and walk away. Treat him like the scum he is!"

After a few rebuttals between the two girls, Liz walked over from the left of Peter's table, her left hand on her hip as she swayed them, paired with a seductive look.

She really tried her best to ignore Peter, but she couldn't help herself. As she looked at him, her face quickly changed into one that was moments from breaking down.  
"Hmph!" She turned her head away, walking to the right and out of Peter's sight.

Peter's face was splattered with confusion. For once he couldn't even think. _At all._

That was _too_ weird.

"D-did I do good?"  
"No! That was terrible!" Sally yelled "You probably creeped him out, good job!"  
"But wasn't that the poi-"

"The _point_ was to make him jealous and regret breaking up with you!"  
"I shouldn't have listened to you, how was _that_ a good idea?"  
"You overdid it! That was the problem!"

Peter peaked behind him slightly, still with the most perplexed face he's ever had. _Ever._ He looked back at his sandwich and shrugged, giving it another bite as the two girls bickered. What was Liz trying to accomplish? On his side of the story, he'd been ignoring Liz ever since their break up. He wanted to get to talking to her again, considering how nice of a person she is, but he wanted to wait a few months before interacting again. Peter's no love doctor but he knows it's not smart to build a friendship with an ex-girlfriend immediately after the breakup.

Judging from what Sally said, Liz was trying to do the opposite. Or at least he thought so? He heard her tell Liz to ignore him, but instead she walked over to him in an attitude he rarely sees from her. Was she trying to make him feel bad? It wasn't working _or_ helping with the ignoring tip, so it couldn't be that. Was she trying to make him jealous? Was this her way of ignoring him? None of it made sense to Peter, leading to his dumfounded face. As far as he knew, all girls were equally confusing.

Except maybe one...

"What was _that_ , right?"

Finally. A voice Peter actually wanted to hear from.

He looked to the side of his lunch table to see the already famous redhead.  
"MJ, where've you been?"

"Well, coming from you, tiger, that's a pretty ironic question." She winked as she took a seat next to him. "Been busy. Saw you alone, so I wanted to jump in. How've you been holding up?"

 _"Awfully. My best friend thinks I killed his father, my other old friend is locked up in a mental asylum after I was unable to save him from an alien, the person I truly care about the most is in a pity relationship, I broke a kind girl's heart just to be with someone else who in the end didn't take me, my job sucks, and I'm holding up as terribly as always."_

"I'm fine."

Peter took another bite of his sandwich.

"No you're not."

"Yes I am."

"C'mon, Tiger. Just tell me what's on your mind."

Peter stopped his bites and a frown grew on his face. He looked to Harry and Gwen's table, then groaning with pain as he shoved his head into his table.  
MJ was quick to understand.

"Gwen, isn't it?

Peter nodded, head still on the table. He was still amazed at how easily MJ could read people.

"Didn't you try and open up to her? I mean, it might be too late but…"

"I did." Peter raised his head from the table. "She confessed to it too."  
He looked around to make sure no one else listened.  
"It's the only reason I broke up with Liz."

"Then why…." She took one last glance at Harry and Gwen "….Let me guess, she took Harry in the end out of pity for…well…."

"Pretty much." Peter stopped her, knowing she was about to mention Harry's dad. He started biting off his sandwich again. It's crazy how a conversation like this can make such a small meal take so long to finish. "It sucks for me, but as long as both are happy, I'm fine."

 _"Certainly don't want Harry to overdose on the Green again.."_

"She's not happy."

"Hm?"

"Just look at her."

Peter just realized the truth in MJ's statement as he examined Gwen's expression.

It was so….. _pale_. Saddened. Struck with grief. Like if a metaphorical leash dragged her into this. It almost made Peter _want_ to pound Harry into the dirt for using her as a tool for his happiness.

"Trust me, part of her still wants you." MJ chuckled "She never stopped talking about you."

"Yeah, 'stopped'. As in, past tense."

"Are you seriously going to just deny that she's not happy?"

He doesn't want to. But he doesn't want to get his feelings in the way and get more people in danger. He already lost one friend after being pushed over the edge; he was determined to keep Harry's friendship.

"But how do I know if-"

"She's not just going to let go of it that quickly, especially in a relationship like this." MJ had to hold herself. She didn't want to go overboard. "Just, why the denial?"

Peter was about to respond, then hesitated. He sighed "…I don't know, really…." He looked down at his sandwich, barely eaten halfway. He lost all appetite. "…It's just….it's complicated…"

"Everything's complicated with you."

"I know." Peter groaned.

He just wished he could tell people the truth about his alter-ego. About how he was Spider-Man. It'd certainly help MJ _much_ more in helping Peter in this situation.

He looked down, knowing he couldn't.

MJ left a comforting hand on his shoulder.  
"Look, you obviously have a lot on your mind, so I'll drop the subject for now. I just want you to know that she _needs_ your help more than ever. Whether you decide to act is your decision."

" _Ironic, isn't it? I can save Gwen from death time and time again, but I can't save her from this."_

Peter looks across from him, meeting MJ's beaming smile "Do something after school that'll cheer you up, then you can work on helping Gwen, alright?"

"…Alright." Peter said, smiling in return "Thanks, MJ."

"No problem, tiger." She stood up from the lunch table, motioning Peter to stand up as well "C'mon, don't wanna get late for class do we?"

"Well, uh, actually…" He looked at his sandwich, then shrugging. He could it eat on the way to class.

He stood up, smiling, "Alright, let's go."

* * *

As soon as school finished for the day, he left before anyone would even notice. He didn't try to talk to anyone, find anyone, no one tried to bug him, even.  
He just left as soon as he could. As soon as he left the building, he ran to the nearest alley he could find to suit up, doing it in no time.

 _Now_ was the time to get a break from his problems

He swung throughout the city, doing all sorts of acrobatic moves whenever he had the chance. It kept his blood pumping, his adrenaline set in motion, and relieved him from all things he could've been thinking about in a subway train.  
It's weird, the ultimate form of stress relief for this 16 year old kid was to launch himself off of 16 story buildings using webbing to swing from one building to the other.

He also stopped the occasional petty crime, of course. Many muggers and robbers attack innocents daily, and no matter what he had to stop them. Plus, nothing's more relieving than stopping some petty criminals.

"Yee-haw!" Peter yelled at the top of his lungs, as he usually did when soaring through the skies of Manhattan.

He seemed so relieved, so free, so graceful.

Yet, there was a part of his mind that couldn't stop thinking about it. About _her._

Peter pressed the trigger on his webshooter on his left arm, aiming for a building on that side so he could continue swinging.  
 _"Why? Why can't I stop thinking about her?"_ He propelled himself forward with the web thread he just made.  
 _"Why can't I just let it go and let them be happy?"_

After propelling himself, he let go of the web, doing a front flip before shooting a web thread from his right arm to keep the momentum going.  
 _"Well, she isn't happy. But he is. And as long as he's happy, the less we all suffer right?"_

He'd think that Harry going to the Green again would lead him to the same footsteps of his father, something none of them needed. But there was still Gwen. She wasn't taking this relationship well and it's clear she wants to move from it.

Once he swung off the last web thread, he set his direction towards the nearest skyscraper, then grabbing on to the big antenna on top of it.

 _"Should I really just risk Harry's well being just to make Gwen and I happy?"_ As his thoughts kept going, he put his view on the city, then the realization struck him.

"Alright, alright, enough of this." He said aloud, "I'm a _superhero_ and I'm thinking about my complicated High School life? _Focus!_ "

But he couldn't stop thinking about it, the point was clear.

No matter what he'd decide to do with this situation, no one would end up happy.

He looked at the city while thinking of all this, also knowing of the responsibility he has to carry. Not only does he have to deal with _this_ issue, but also with protecting the city.  
Groaning, he placed his free palm on his masked face.

He _really_ just wanted to return to the times where Flash would shove him in a locker every Thursday.


	2. A Busy Morning, Part 1

As Peter quietly walked down the sidewalk on his way home, he made sure that he took care of all his responsibilities for the day. He'd already done his patrol, gone to Jameson to receive money for his pictures, get a talk with Morbius…

Technically, the only responsibility left was to finish his homework. And clean the dishes. The reason for the dishes was simple enough; Peter _volunteered_ to be doing chores again, a thing he hasn't done since he was 10. Only difference was that Aunt May was without having to pay him in return. He already got money from the Bugle and May already struggles as much as it is with the money, why would he need it as a gift for his acts?

There was also the fact that he was used to getting nothing in return for helping, and if he ever did get anything, it was bad press.

Once reaching the small and modest home of his in Forest Hills, he looked up to the night sky to see how dark it was, something he didn't _truly_ notice until now. All he did today was go on patrol and stop a few criminals, but nothing on the level of a giant metal bird terrorizing random pedestrians. The city did start to be quieter ever since the downfall of every major mob boss in New York, something Peter did enjoy despite knowing in his gut that it wouldn't last.

Did he make it to the curfew?

He took out his phone, the home screen reading: '8:45 PM'

He smiled wider than he ever has all day. He made it _fifteen minutes_ before the curfew.

Fifteen!

Peter considered that a broken record!

He opened the door with no hesitation, saying "Hey Aunt May!" as loud as he could, quickly catching her off guard.

He smelled something….off when he got there. It wasn't bad, per say, but it was weird. Probably something Aunt May was cooking. The TV was also on, and judging by the noises it's making, May probably left the news on so she could hear it from the kitchen, where she was presumably at given the sudden smell of food.

Aunt May's head stuck out of the kitchen, her arm could be seen moving in a clockwise rotation. Peter's guess was that she was making a cake mold or something.  
"Peter?" she said, the surprise in her voice meshing well with her perplexed expression, her left eyebrow being above the other as she looked at the entrance.

"Yup! It's me!" Peter closed the door, then walking to the kitchen to give his sweet aunt a hug. Letting go of the embrace, he looked behind her to see the kitchen.

"Uh, what you makin'?"

"Cake, my dear, what else?" She smiled as she went back into the kitchen, leaving Peter to stand in the doorway.

"Knew it." He said, snapping his fingers.

Aunt May chuckled as she tried to focus on continuing to make the cake. "Did you know it was Banana cake though?"

"Oh, yeah, of course." Peter said, still keeping the confident smile on his face.

"I'm glad you've come home this early, but what _did_ bring you so early?"

Peter started to leave the middle of the doorway, grabbing its door to slowly close the entrance to the kitchen and leave May be. He was clearly distracting her.

"I don't know, guess I just got lucky." he said, smiling as he started pushing the door closed, "I'll be in the living room!"

As he closed the door, he sat down on the big red couch in the living room, taking the control remote right beside his position.  
Before he switched channels, a set of convenient news hit.

The headline for this report read: 'The Osborn Fiasco'

Peter didn't dare to switch the channel.

"Just a few days ago, the citizens of New York were in shock at the news of Oscorp Founder and CEO, Norman Osborn's demise." The reporter said.

It all was coming back to Peter. His proud smile slowly faded away into one of silence.

"What many don't know is the even _bigger_ shock we were just told about today," a photo showed near the reporter's face, the image zooming out wider to reveal a picture of the Green Goblin.

The next part blew Peter's mind.

"Norman Osborn was revealed to be the New York crime boss known as 'the Green Goblin'. Not only was his body reportedly found to be wearing the Goblin uniform, but thousands of leaks about Osborn's businesses and dealings with the mobs have just now surfaced."

Peter knew all this already – so that wasn't what shocked him. What shocked him was the reveal of this on _live television._ Everyone knows who the Green Goblin is now. Everyone knows who the bad guy was. For Peter, that was almost too much to take in.

"All his employees, family members, and even possible suspects of men who dealt with him refuse to comment, but the evidence has been proven to be factual. Now, all this does is make the people of New York wonder: Will the company continue to follow in his footsteps?"

That of a brown haired woman soon replaced the picture of the Green Goblin, one Peter would recognize as Harry's mom. He didn't see or talk to her that much, but he knew she existed.

"Emily Osborn has come out to say that she will _not_ follow in the same footsteps of her late husband, instead going for making Oscorp what the City has demanded it to become – a beacon of hope for the people of New York. Whether or not she lives up to that promise is something the city will have to sit back and watch out for.

We will keep you updated as the news goes further."

"Time goes by so fast, doesn't it?"

The TV was at the same volume, on the same channel, with the same anchor continuing on to the rest of the topic, yet he could still clearly hear the voice of an elderly woman.

Peter turned back to the voice's origin, only to see Aunt May looking down, almost in some sort of despair. She probably came out of the kitchen once she heard the first words uttered by that report. She knew it had to be a _huge_ deal for Peter.

"Sources also indicate that _Spider-Man_ could have been involved in Osborn's death, seeing as how citizens reported the massive battle he had with the Green Goblin on the same ni-"

He wasn't going to continue watching this, or even leave it in the background. Not only did he not want to add more guilt to his situation, but May clearly had something to say. Without second thought, he turned it off.

May placed her thumb and index finger in between the top of her nose, shaking her head as she did so. "Such an honorable man…. I can't fathom to think about what made him be this way."

"Me neither…." Peter looked back over to the now shut off TV, bringing his eyes down as his voice lowered to a much more monotone level.

She saw the sadness and confusion in Peter pretty quickly. She read him easily like that. To this day, she still knows something is up whenever Peter came home on a late time.

Noticing his tone, she went over to him and sat next to him, rubbing his hand as he continued to look down at the floor

"Imagine what Harry must be going through, have you talked to him?"

"I can't."

She crouched down to reach Peter's head level, having a confused look on her face.

"You _can't_? What do you mean you _can't?_ "

 _"Oh, I dunno, I tried taking his girl away on multiple occasions, not to mention I technically took part in killing his own father."_ Peter thought.

"It's complicated." He said, turning away from her concerned look.

" _Complicated?!"_ Her voice tone changed from concerning to, from what Peter could tell, an irked one, "Peter, Harry has been a good friend of yours for years. Put whatever differences you have aside and support him, because he supported you!"

She was right. Harry was one of the people that were there for him when his Uncle passed away. Then again, so was Eddie. Then again superhero shenanigans didn't exist at the time to begin with, his life wasn't really at the state it is now.

His Uncle dying was huge, it was on his shoulders, and all that still doesn't compare to the massive weight of responsibilities he has now.

Peter opened his mouth to say something then stopped. He wanted to say it. He wanted to say _everything_. The temptation was always there ever since he started being Spider-Man, but it's stronger than it ever has been now. So many things going on, not even Peter can find a lousy enough excuse for it all.  
He couldn't say it. As much as that always hurt him and his loved ones, he knew that revealing the truth would only hurt them more.

He shut his eyes, clutching the armrest of the couch with a force stronger than he's ever had as Peter Parker.

"….You….wouldn't understand." His voice was staggering, breaking apart. He never asked for any of this.

Aunt May, about to talk back to what he knew was a horrible excuse, listened to his own voice's crumbling tone. She knew something wasn't right with Peter.

She scooted over to him and wrapped her arm around him, "Oh I'm sorry Peter, I only meant to say Harry really needs your help…"

" _Yeah, Gwen's already dealing with that."_ He cringed at his own thought.

"I get it….it's just…" He opened his eyes, looking down once again. He was at a loss for words.

"Go to sleep, alright? If Ben's killer was put to justice, so will Norman's. That's enough to make us all well again."

That was the last straw.

Yes, he was _indirectly_ involved in Norman's death, but that doesn't change how he was the only one there besides Harry or how his actions lead to Norman's death. With Harry, someone who's made it very clear that he dislikes Spider-Man with a passion now, as a witness, he's bound to be the primary suspect.

He fought back his tears as he returned his Aunt's embrace, then breaking it to head upstairs into his own room.

He shut off the lights to his room and lay on his bed, clothes on and everything. He didn't care. With the day he had, it was best to just sleep it off and grab on to the small string of hope of what could be a better one the moment he woke up.

The one part of his day that could've been good was quickly pummeled down to the ground by a news segment related to his superhero life. It never had a chance.

He never asked for this.

* * *

The following week had gone just like it began. Peter arrives to school, usually at late times, he's sitting alone, Flash asked for homework help again...

Simply put, he didn't enjoy it. Today was Saturday though; teenagers often saw it as the day where things could change for the better.

 _Ring! Ring!_

Peter looked over to his desk, the alarm clock on it bleeping loudly. As he opened his newly awoken eyes, he swung his arm forward to press its off button, putting remaining strength on his legs to move out the blanket and reach the floor. He got off his bed, spreading his arms out has he groaned loudly, then rubbing his nearly shut eyes. He didn't sleep well the night before, both because of patrol and overall stress that's been hitting him recently

Peter walked over to his closet, opening it to reveal his usual attire; blue shirt, cargo pants, a grey sweater, and his newly washed pouch next to it all.  
Next to that attire was his classic red and blue arachnid-themed suit.

He shifted his eyes at both back and forth repeatedly, keeping the same tired face he had when he woke up.

After enough staring at both the suits, he took a deep breath, looked down, and let out a loud sigh.

* * *

After breakfast, Peter took a train to the city, now standing on the sidewalk belonging to the loud streets of New York.

Waiting for the traffic light to give him the go to walking to the other sidewalk, he looked at the big clock right next to the border. He had a deadline to arrive to the Daily Bugle just before 12 PM, and Peter didn't want to make it late. Luckily for him, it was just a bit before 11, so he had plenty of time to arrive.

That was, if there weren't any... _interruptions_ with his arrival. He knew that whatever happened from the subway exit to the entrance of the Bugle, if something bad was going down, he had to take care of it no matter what. Hopefully criminals are sane enough to not cause trouble on a Saturday morning today, even with Peter's luck.

When the traffic lights on the other side signaled all citizens the permission to move forward, he and the many other people next to him walked towards the next block.

The calm walk each of these people were having was blurred out to Peter's mind as he got a specific buzz pattern in his senses – the Spider-Sense.

Almost as if time slowed down, Peter stared wide eyed at the delivery truck coming to his direction, then noticing a brown-haired girl wearing jeans, a blue jacket and grey undershirt about his size in front of him right in the center of its path. The other people walking to the other side of the street weren't at that exact position, they'd each have time to avoid the car, unlike how Peter and the girl currently were. They were both in a hurry, which Peter had a reason for, but he didn't know why that was the case for the girl.

Peter jumped towards the girl immediately, grabbing her in his arms as he rolled over to the other side of the road. He could feel the wind fly by; hear the truck's honking and the girl's sudden yelp all at once as he got to the other side at such blinding speed.

When he avoided the imminent death of the young woman, he looked over to the truck, seeing it make steep turn into an alleyway.  
Why would this delivery truck be driving so recklessly, especially in a busy Manhattan morning? Peter had to check it out.

He looked down at the girl he just rescued, just now noticing her freckled face and her glasses, which _surprisingly_ didn't fall off during the quick roll. She looked pretty young, almost like if she was his age.

He didn't plan for the roll to be so quick, he didn't even think straight at all. What else would he do when a truck is coming full speed at him _and_ someone else? Hopefully it wasn't too revealing.

"How'd you do that?"

The voice startled him. It wasn't from the girl, obviously, it sounded like a little boy's high-pitched voice.

He lifted his head up to see two kids standing a few inches away.

"Uh…."

The taller kid had his mouth wide open, the other had a face of pure perplexity.  
He noticed some adults behind them completely oblivious to what just happened, instead talking amongst themselves.

"…Work out! Get plenty of rest! Y'know, eat your green vegetables!" He smiled brightly to finish it off.

"That's what my mom's always sayin'!" The taller kid responded, "I just never actually believed her!"

After giving the kids a good reason to live a healthy life, he looked down to the girl he was above of, his face just a few inches away from hers.

"You okay?" He asked, looking directly at her blue eyes, which she just started to open up.

"Y-Y-Yeah!" She stuttered with signs of fright, surprise, and gratitude, "Nice save!"

He smiled as he stood up from her, grabbing her hand to help her up. He had to admit, she was kind of cute in a geeky-sort of way, which he _obviously_ didn't mind.

He wanted to introduce himself, he was going to, but moments after he just _slightly_ opened his mouth…

"Thanks but I gotta go, bye!" She said, running away almost as fast as that truck.

Peter would've been beating himself up over letting a girl who looked to fit _right_ within his league run away, but he remembered that he had a job to do. Staring over to the alleyway the truck clearly made a drift to, as told by the black tire marks all over the road ending there, Peter ran to its direction to check it out.

* * *

 **A/N: Hello, all. It's me. Just wanted to say a few things.**

 **Firstly, forgive me for taking almost a whole month to finish this :(  
I get busy but I try to finish as much as a can, and I can promise big things to come for this fic.**

 **The plot's _really_ gonna start soon, so stay on the lookout for that. Thanks for reading.**

Also, yes, there are a few references to _Spider-Man 2_ in this chapter. Couldn't resist, love the movie :P


	3. A Busy Morning, Part 2

It didn't take long for Peter to properly locate the delivery truck's location. He already knew where it went; it was just a matter of getting there quickly, which he managed to do. He entered the alleyway to see that the truck had been parked to the far left side of the alley. Peter noticed he'd have to be at close proximity to the truck to suit up, but also away from anyone's sight. He looked around quickly, then crawled up a nearby wall.

As Peter clambered up, he noticed the passenger doors open to reveal two men, both wearing full-body masks. They walked to the back of the parked truck, mumbling between themselves. Peter kept his ears open; this could be important.

"So uh, why does the boss want this stuff exactly?" one of the men said as the other opened the trunk, revealing giant silver-plated crates. Peter couldn't exactly tell what the crates contained because of the distance.

The man who opened the trunk grabbed one side of the crate, motioning to his partner to help him out with it, "We get paid to bring this stuff, not ask questions."

"Oh I know, it's just -"

All of the sudden, a web bullet came from the left, trapping the man's hands on the crate, the same action soon following with the other man.

"Oh you two got _quite_ the nerve." Almost in an instant, Peter landed on top of the truck's roof, dressed in his Spider-Man outfit. He looked down at the two masked men. "I let you kids out driving for the first time and you decide to burst into alleyways!"

"I _told_ you not to drive that thing like a madman!" said one of the men, "Now he's gonna beat us up!"

"Shut -"

Considering that both were bickering, Peter saw it as the perfect opportunity for attack. He leaped from the truck's hood, landing on the crates, "Like, really?! Alleyways?! Of all places you could drive to, you choose an alleyway? Why alleyways?"

Since both men were carrying the crate to the level of their heads, Peter saw an easy opportunity to strike them both down with a kick to the nose.

"Like, how did you know the alleyway was big enough for your truck? How did you even turn into it at that speed?"

Both men were knocked out, their fall to the ground bringing the crate they were carrying with them to cold ground. Thankfully, Peter still maintained balance due to his wall-sticking ability.

"Alright, both of you are now soundly asleep, now on to taking away your toys." He grabbed the crate, pulling it open with ease.

"And the illegal arms the bad guys were about to send are...!"

He stops.

He shouldn't be this speechless about it, but he was.

It wasn't a doomsday weapon. It wasn't a human body. It wasn't a giant nuclear bomb.

Just stacks of vials on top of one another, crammed into the large container. All of them had shining thick green substance inside. Peter reached for one of the vials, examining it closely. Peter could see all its side effects. Its sinister components that can drive _anyone_ mad were seen the moment he laid close eyes upon it.

He knew exactly what it was.

 _No..._

* * *

Thankfully that little distraction in the alleyway was nothing more than just that - a distraction. Peter managed to take care of it in mere minutes, leaving him with the perfect amount of time to arrive to _The Bugle_ office before the deadline.

Despite all this, Peter couldn't help feel a bit of uncertainty. Something wasn't right. Mere weeks after the death of the big goblin of crime, people were already trying to steal his tech. It was inevitable, really. Gobby was by far one of the most advanced crime bosses of the previous gang war, low lives would reasonably try to get some of what made him so formidable.

All he wondered was if Mrs. Osborn knows of this... she did say she would take Oscorp in a healthier direction, right? She wouldn't just lie to the whole city and make the company keep going down a bad reputation, right? Why would she not end the research of Globulin Green by now?

It felt so wrong and confusing at the same time.

He hoped it was just some guys stealing tech, or else Oscorp would be primary enemy No. 1 once again. Something Peter would like to stay away from.

* * *

While exiting the elevator door and entering the main floor of _The Daily Bugle_ building, he noticed there was much more people than usual. There were people Peter already knew like Betty, Robbie, Foswell, and Ned, but besides them, he couldn't really tell anyone apart because they were spread all throughout the floor, staring at computer screens, talking business over coffee, and making calls. _The Bugle_ started crowding after Norman's death. The news was big enough to have all the newspapers in town get on the subject quick. The reports about Norman's inner dealings further fed them. Peter didn't know how to feel about it all. He'd rather keep taking pictures of himself.

While finding his way to Jameson's office to talk to him, Peter spotted someone familiar at Betty's table. Other staff were in his way, covering his view a bit, but he could recognize a brunette girl sitting next to Betty and talking with her.

"And you just left?"

"I had to get here as soon as possible, Betty!"

"You've been here for thirty minutes."

"I still was in a hurry!"

"Couldn't you at least get some info? At least a number?" Betty paused, setting her coffee mug on her table. "I still find it hard to believe that he caught you as fast as you claim he did. You're making it seem like the guy was a mutant."

Peter made his way through the crowd, finally reaching Betty. Now with a better look of the other girl, his eyes widened in surprise.

Brown hair. Glasses. Blue eyes. Freckled face.

What a coincidence.

"He _did!_ "She gestured with her hands as she talked, and Peter could tell she was someone excitable and pretty hard to keep up with in a conversation. "One second I was in the middle of the road, and the next I was -" She looked away from Betty for just a second and saw Peter standing in front of her.

"Oh my God,"she muttered.

Betty was perplexed at her reaction, then turning to who she was looking at, she said, "Oh hey, Peter!"

"It's _him_."

"Who?"

The girl stood up, eyes still on Peter like he just came from the moon.

" _Peter_ saved you?"

 _Yup. It's her,_ Peter thought. "Hi," he said and extended his arm to the girl.

"How…"

"Uh..." Peter looked over to Betty, not knowing how to respond. Unfortunately, she was too busy trying to hold in her laughter.

The girl sighed, taking Peter's hand and shaking it. "Nevermind, just, I'm still wondering how you rolled onto the ground at that blinding speed. I mean, what human has been able to do that before?"

He didn't even know her name yet, and she's already at this point. Joy. "Uh... didn't you listen to what I told those kids?"

She was ready to fight off any excuse Peter would throw at her. He could see it in her face alone. "I'm not buying that. Good advice for the kids though."

"Yeah. Thanks."

"So like...are you a mutant or something?"

"What? No." Peter said, chuckling. He could hear Betty laugh a bit too, making Peter ask, "Are mutants even real?"

"They could be!" The girl brought her finger up as she said that statement, taking a deep breath to bring up proof of mutants.

He had to stop it. "Just my luck, I guess," he said. Peter shrugged, having nothing else to say but finally complimented his luck, for once. "I'm Peter Parker, freelance photographer." Yeah, yeah, Betty did say his name earlier but he still felt the need to properly introduce himself.

"Carlie," the girl said, still shaking Peter's hand, "Carlie Cooper. Junior Investigator for the Daily Bugle Crime Investigations."

Peter raised his eyebrow as he let go of Carlie's hand, and glanced over to Betty, "... that's a thing?"

Betty shrugged.

"Anyway, I moved here to Manhattan with my parents."

"Mhm.." Peter crossed his arms.

"My father's expertise in forensics, criminal activity, and investigations made me very interested in being part of such a team -"

"Yeah." Peter said.

"…Especially after the death of-"

"Alright, _alright."_ Peter signaled to her with both his hands, "Slow down Carlie, I ain't going anywhere." His chuckle was followed with an awkward silence. "Yeah, I... I guess I can understand why you were in such a hurry now." He chuckled again.

"Oh, definitely. I have _so many_ things to do in one day, you don't understand."

"Oh believe me, I do," Peter said.

"Good to see you two getting along," Betty remarked. Peter knew why – there was someone else in the office who actually knew what it was like to be a busy teenager.

"Well, actually I gotta go talk with Mr. Jameson so..." Peter placed the tips of his index fingers together, rolling them around on top of each other.

"I'm gonna keep hanging with Betty," Carlie said, waving goodbye to him. "Nice meetin' ya!"

Before Peter's hand got to the doorknob, Jameson burst out of his office in a flare of anger only someone like him could embody. He had a long cream-colored jacket, along with a hat of the same color. This isn't what he usually wore at all, making Peter assume he'd be going out today, wherever it may be.

"Unbelievable!" he yelled. "A masked man _murders_ their CEO, and they won't bother to make him pay for it!"

Those words just about stopped all activity in the office. What was he on about? Whatever it was, Jameson certainly didn't seem to care if anyone heard him.

"Uh, Mr. Jameson?" Peter was the first to speak.

Instead of explaining his sudden fit of rage, Jameson turned straight to Peter to yell at his face. "Parker! What are you doing just moping around? Get pictures of Spider-Man being incriminated now or you're fired!"

"I- what?!"

"Are you kidding?! The city is finally seeing him for who he _truly_ is! Not only did he ruin my son, but he _killed_ Norman Osborn, a man who should've been treated for the sickness he had from that _drug_!"

Jameson was always a ranter. He did it so many times a day that Peter was sure that allof his blood vessels would eventually pop like a firework show. This though... This was a rage unlike anything Peter had seen beforehand. Jameson never said things _this_ straightforward in front of so many people. Call Spider-Man a menace? Yeah, sure. Talk about how Spider-Man killed a mental patient? Rarely.

"Don't you think he's misunderstood?" Peter said. "That his actions are always misinterpreted? I always saw it that -"

"Don't come to me with that crap, Parker. Do it!"

Jameson stormed out the building with nothing else to say. Everyone in the room kept eyeing Peter who was at a loss for words about what just went on. Betty must've noticed this since she was walked over and touched Peter's shoulder. Peter turned to her, her face showing sympathy.

"Don't worry about it, Peter. It's been a really busy day and, quite frankly, a very hectic month for Jameson." Betty's lips curled into a smile. "He'll forget about what he said here anyway."

Peter looked back at the front door of the office as everyone else went back to work except for Carlie. Peter could see Carlie behind Betty, just as confused as Peter was. He assumed Betty would get to comforting her also.

He sighed and peered back at Betty. "Yeah, I know... "It's just starting to get pretty hectic for me, too."

* * *

Dr. Miles Warren stared vacantly at the spiders within the glass display cell. He never partook in their creation, he only knew about how the spiders were created by mixing many different animal breeds into one tiny arachnid. They intrigued him in every aspect: their genetic makeup, their capabilities, their build.

Truly, they were the pinnacle of genetic manipulation. None of his attempts at mixing genetic codes has worked as much as these spiders did, and unlike his past attempts, these spiders have been living normally ever since their creation.

But there was also one man who topped all his creations. Behind him on the table in front of the glass display were pictures of him: Spider-Man.

Ever since Miles knew about Spider-Man, he was intrigued. No one should be able to be that agile, that fast, that strong, and that cunning at the same time. Whether he was a freak or a man caught by a random accident, Spider-Man was a miracle of science. Miles saw Spider-Man as the perfect opportunity to make what he had always wanted to create: the perfect genetic being. He started by combining mamillian DNA using Kravinoff as his first test subject. Kravinoff was turned into a giant monster instead; meanwhile Spider-Man still retained his physical human structure. Somehow, Spider-Man was the perfect breed - so many abilities, yet he looked exactly like a young man would. To top it off, Spider-Man defeated Kraven on multiple occasions.

When Spider-Man defeated Molten Man, he saw that as yet another example of Spider-Man's power. Another one of his creations, defeated by the Webhead. If only he could claim making him, but he couldn't. He could say that the spiders in his lab were used to genetically design Spider-Man, but he didn't have the proof for it. He needed Spider-Man's DNA first of all, to prove his connection to the spiders. Second was the fact he never actually created Spider-Man. Claiming his generation only convinces people to join him, but he knew his passion for his field would never be satisfied until he made a being just like Spider-Man.

The more his creations were defeated by him, the more his goal of making a mammalian hybrid changed into something else. Every one of his experiments, no matter how many attempts, always failed to best Spider-Man. Not only that, but Spider-Man single-handedly took out all major crime bosses in New York in a matter of months. It was then that he learned nothing else would cut it - if he were to succeed in future endeavors and profit, he would need to learn the secrets of the arachnid hero's genetics.

He would've continued admiring these spiders and let his mind explore all the possible ways Spider-Man could revolutionize his corner of science, but he was soon interrupted by a voice:

"Miles?"

Miles looked up at his older brother, Aaron, who was strolling through the hallways of the ESU Lab until he was in front of his younger brother.

"Yes?" Miles said, letting an unwelcoming aura emit from his expression.

Aaron caught on pretty well. "Is everything alright? You seem... gloomy."

Ever since Dr. Connors was forced out of the ESU Lab, Miles took it upon himself to hire new employees, Aaron being the first in line to join his brother. It was rather annoying in Miles' eyes - he wanted Dr. Morbius to fill in the role Aaron did. Miles realized that maybe it was a better idea to keep his own brother closer; he still had trust in him. Morbius even agreed with Aaron's point of view, which is why Morbius replaced Aaron at Midtown High. He'd still be _very_ secretive about his actual intentions with the lab so he could make his own experiments, because even his own brother wouldn't let him get away with what he planned to do.

"I'm fine, Aaron. I just don't like being interrupted during my research."

Aaron looked over to the table in front of the spider display, seeing nothing but a microscope on top of it.

"Hmm... You seem pretty busy," Aaron said sarcastically.

Miles stared back. No emotion, no smiles, not even an insult. His message was clear: Get to the point, or leave.

Aaron sighed. "I only came to inform you about the cloning project -"

"Excellent," Miles interrupted. "Anything else?"

In truth, Miles was more interested in the cloning project than it may have seemed. It could benefit his ultimate goal. Cloning unlimited subjects over and over until he produced the perfect specimen. Unfortunately for him, his brother wanted to use the research for purposes he found uninteresting, so at first he didn't even want to do the project.

"There's this man at the door," Aaron said. "He says you called him over."

"Name?"

"He says his name is Donald Mac-"

"Let him in."

Aaron opened his mouth to say something more, then closed it. He headed over to the door of the Lab, and let the man in.

The man had a scar on his left eye, a black sleeveless shirt paired with a brown coat, with jeans to match. He had a scrawny build yet looked like he could pack a punch if need be.

"Aaron, you have permission to leave," Miles stated.

Aaron was taken aback.

"This is private matter," Miles said. " _Go_."

Aaron glanced at the man in black clothes, frowning as he made his way to the door. Once he left, Miles took out a controller from his pocket, turning off all cameras in the vicinity. "Pardon my older brother, MacGargan. If it were me at the door, we would've had this conversation a long time ago."

"Nah, it's alright" Gargan said, putting his hat down on the table to reveal his bald head. "Never liked my brothers growin' up either."

"So, I saw the news about the leaks," Miles said out of nowhere. While he did think lowly of his brother, he told Gargan to come to talk about other matters anyway, so he better to get straight to the point. "Did you make sure to remove my involvement from the leaks?"

"Yes. You're clean of any trouble, Dr. Warren." Gargan said.

"Good. Any word on the current state of underground New York?"

"I've talked to everyone on the street, boss. Not even Blackie has a clue about what's goin' on," Gargan began. "Only major dealings going on right now are a bunch of weasels trying to grab ahold of Osborn's serum after his lady stopped all production of it. Li, Kingsley…"

"Kingsley? The perfume shop owner?"

Gargan chuckled. "Oh, man, you've much to learn."

"Can he be trusted?"

"Want my input? No. Never deal with that guy, always quick to back-stab."

Miles liked that about Gargan - he said things as they were. Whatever would happen on a mission, victory or failure, he always said the truth. That personality trait wasn't too far away from what Miles was like, only adding to his trust in him.

He originally met Gargan during his meetings with Norman, who was privately funding Miles to experiment on humans and make human weapons for him. Norman provided Miles with the guinea pigs and the right amount of money to conduct experiments so secretive that the college board wouldn't find out about them. Gargan was more of a private worker for Norman - a gun-for-hire. The last time Norman used his services was on the same night he died to get rid of Donald Menken.

When Norman died, Miles didn't panic like one would expect. He had his lab, his freedom to do whatever he wanted, the ability to start anew and go ahead with his newfound goal of creating a being like Spider-Man. Connors no longer stood in the way of what he'd do. The only problem since then was private funding. Sure, he could conduct experiments the college board didn't know of, but not to the level of creating weapons. How long until they'd figure out that they were giving _too much_ money to a simple college professor? He needed someone who would be more than glad to pay from the outside, which is where Gargan came in. Gargan had the connections to underground New York and everywhere else. He knew all the corners, rumors, gang fights, black market dealings, people of interest, all of it. When Miles saw him in the contacts of people associated with Norman, and knowing Gargan was just a small payroll away from helping his cause, he knew it would be a stupid decision to not bring him in.

Plus, Norman made sure to let all his co-workers knew Miles was the one to go to, should anything go down, Gargan included. He was the only one who wouldn't have the risk of being too connected to Norman. There was also the fact that Norman still lived, a secret only Miles kept. He intended to keep it that way.

"Good to know." Miles put both arms behind his back, looking at the spiders in the display once again.

Gargan couldn't help but peak just a bit, curious as to why Miles had so much interest in these spiders.

"But we need funding," Miles said, cutting off Gargan before he said anything. "Private funding."

Gargan stopped, thinking back to his previous encounters during the day to find a potential funder. "Well… I think I know a guy."

* * *

 **Annnnnnnd end of chapter 3.  
**  
 **Again, forgive me for the delay. This just happened to be one of my busiest weeks, joy. -.-**

 **I will continue updating as much as I can, make sure to comment on any recommendations!**

Also, special thanks to user okay_chris, she helped me out a bit with this one.


	4. New Empire

**A/N: Summer's awesome, ain't it? FINALLY. FREE TIME.**

 **Now first of all I want to say sorry for that big hiatus I took. I had a severe case of Writer's Block. Yeah. Sucks. But it's better now, so expect more :D**

 **I already appreciate all the questions being asked about who's going to show up in this fic and what's gonna happen to certain characters, but I can't really say much about what I'm planning, of course. All I can say is that if a certain character was prominent or had a VERY interesting unresolved plot point in the show, it's definitely gonna be addressed here.** **Cat had a pretty interesting conflict with Peter near the end of season 2, for example.**

 **All I can say for now ;)**

 **Anyway, hope you guys enjoy! Review so I can see general thoughts and what not!**

* * *

Warren vacantly observed the multitude of vials spread across his table, each vial containing a thick liquid substance of different colors within. His meeting with the new private funder Gargan had discussed with was set for today, making Warren look for the right tools to give a "demonstration" of what his research was capable of. Gargan mentioned the funder would be a familiar face for Warren, but he wanted to take samples just in case.

"Uh, Doc?" Gargan stood at the door of the lab, wearing a trench coat paired with a fedora. "Chauffer's here, we gotta go."

Cursing under his breath, Warren scrambled for two vials, which he'd put most of his time on; one was filled with a brown substance while the other had a blue one. After putting both vials inside a metal suitcase, he headed straight for the door up until his brother stopped him in his tracks.

"Miles? Where are you going?" Aaron walked along with Miles, his face showing confusion while Miles displayed feelings of annoyance. "The students are coming today,"

Miles looked towards the door, motioning Gargan to leave ahead of him with his head. Gargan fully understood the situation Miles was in, leaving him open to dealing with it as he head out the door.

Once Gargan left, Miles stopped in his tracks and looked over to a woman on the other side of the room, "Ms. Whitman?"

Debra Whitman came forward without saying a word.

"You take care of my brother. And the pupils."

She nodded, giving Miles the opportunity to head out the room while she walked over to Aaron and motioned him to another part of the lab. Even then, Aaron couldn't help but just peak back at his brother leaving the room and slamming the door shut. Once again, Miles didn't bother to speak a word to him or even insult him until he was put in his place. As Aaron looked forward to the center of the lab, he only thought of what he ever did wrong.

* * *

Warren left the lab, seeing Gargan standing right by the door. Gargan was looking oddly at the big metal suitcase Warren was carrying around, Warren knowing he'd go straight into asking about what the suitcase had, just like he'd do with every single thing Warren does. He obviously found it irritating at times, but Gargan could tell he liked to have an ally that was this careful with details.

"The suitcase is not of any concern to you."

"...Okay." Gargan raised an eyebrow as he eyed up at Warren.

"So, the ride?"

"Follow me."

As Gargan went right ahead, Warren soon followed. As they walked down the stairs in front of the lab's entrance, Warren noticed there was no limo or ride in sight, at least not yet. Little did he know, Gargan did it intentionally since he saw it as an opportunity to get a few more details from Warren. Aside from talking about inner dealings and situations regarding the underground of New York, they both barely talked to eachother. Granted, both Gargan and Warren were men of few words, but any sort of information was vital to Gargan. He always ached for details and how they all come together to form a bigger understanding, now was no exception.

"So….what's that Debra chick in the lab all about?"

Yes, even those details were vital to him.

Then again, Gargan wasn't asking this purely from a standpoint of attraction towards her, because he really wasn't, it was more of actual questioning of what her deal was. She was just as quiet and dismissive of people as Miles was, almost like if they were separated from birth. Gargan has come to the lab on multiple occasions and it was odd to see here in random parts of the lab doing who knows what.

"She works for me." Warren continued down the stairs and made his way to the front of the road. "That's all."

As expected of him, Warren ended the conversation immediately, tapping on the ground impatiently as he waited for the ride to arrive.

"Good talk." Gargan remarked sarcastically.

One long glare from Miles was enough to make Gargan put focus elsewhere.

Surely, Warren has changed a lot since Norman's death, at least from what Gargan has heard. This creepy and unwelcoming aura of Miles Warren is what Gargan was used to, but the people who've worked with him before noticed the obvious change. He was still as suspicious as he is now, but he was more straight-faced and quiet than anything. It's like the sudden change in the crime field made him feel like he was unstoppable, maybe it was something else, no one knew. Asking about colleagues and what not could contribute to finding out or not, Gargan didn't know, but he knew in his mind that they'd contribute to something.

As if fate knew that Warren's patience was about to meet its end, a classic styled limousine parked right in front of them. Out the driver's seat was a blonde woman sporting a navy blue outfit and hat, opening the door for both men. Warren walked in without saying a word, as expected of him, while Gargan threw a sly smirk at her instead, which she ignored.

As the limo rode off, a figure was seen in the passenger seat of the limo. This man was one that anyone who knew about New York crime could recognize by head shape alone.

Hammerhead came out of the shadows, greeting them with a smirk.

"Welcome, gentlemen."

* * *

The ride in the limo was quiet, save for Hammerhead explaining that it was a risk for him to show up at day and how important it is to work within the shadows. It was predictable to hear considering he worked for Tombstone, but also ironic to hear considering who he just recently worked for. Hammerhead also tried to ask about the suitcase, but all Warren assured is that it was for work. The location they arrived at was that of a small bar which provided a pretty expansive parking lot right around the corner. The bar itself doesn't stand out as much in the daytime of course, seeing as all the neon lights that are usually on are nowhere to be seen.

Warren wasn't too fond of bars, Gargan was the opposite. It was the goldmine of information about _everything_.

The three men walked over to a door in the back of the bar and at the end of the parking lot, said door leading them to a private room. The private room had a few people, who were all likely within Hammerhead's circle of trust, sitting on the couch at the corner. Some were drinking from a small bartender table, others were watching from the TVs in the corners of the room, while some were just talking amongst themselves.

"Wait, ain't this that old toy store Blackie made into a bar?" Gargan asked

"Yup." Hammerhead chuckled as he motioned a waiter, "Montana's locked up yet Blackie still fears for his life over what Montana'll do to him after what happened to Big Sky. He's using the funds he gets from this place to rebuild it."

"But that's not what we came to discuss about," Hammerhead said as he turned back to his clients after motioning the waiter.

"So, Hammerhead." Warren said nonchalantly, "I thought Tombstone would've had you shot to death by now."

"Oh, don't be melodramatic. Mook's in tough surveillance, he can't lay no finger on anyone."

" 'Mook'. " Warren repeated after him, "You really faked that respect for him, did you?"

"I respected him until he was beat by some punk in a jumpsuit." He reached out for the champagne bottle on the waiter's tray and opened it, then dropping the tap of it so he could get a champagne flute and fill it up.

"Do _not_ underestimate Spider-Man. First rule if you want business."

"Eh, I guess." He finished filling up the flute, offering it to both men, "Want some?"

Warren looked slightly offended. "With all due respect, we came here to talk _business_ , not-"

"Yes, please."

Of course, Gargan was the first and only person in the trio to ask for some.

Normally, this would leave Warren annoyed, but in this situation, it was somewhat beneficial. It left Warren and Hammerhead standing face to face as Gargan went to talk elsewhere. Both of them noticed the difference in their characters since their last interaction, some changes being minor while others were bigger. Hammerhead hasn't changed much in Warren's eyes, he acted as straight-manned as ever, he only hoped that he knew how to manage a successful operation. On the other hand, while Hammerhead didn't see much of a change in Warren's attire, he picked up on the changed personality. He talked more, but just so that he could get things straight to the point. He clearly didn't want to waste any time, as seen with his reaction towards being intoxicated during a business meeting. Though his newfound personality was a bit unsettling, Hammerhead liked this change, for sure. It was good for business.

Hammerhead brought a hand to his face as he whispered to the waiter, who then walked over to his original spot.

"So, Gargan told you about our operation?"

"Not quite."

"Good."

Hammerhead looked over to one of the TVs in the room, which was going through a spree of comercial breaks.

"This city likes to buy stuff. Anything. If it's popular, everyone will get into it. It's driven by market and what the people like. When Osborn died, we were all shocked at what he was in one way or another. Most were shocked at who he was, others where shocked at what he was packin' in his DNA."

"...So?"

"Globulin Green." Hammerhead finished, taking away his attention from the TV and at Warren as he pulled out a shining green vial in his suit pocket. "This super drug enhances strength and intelligence. All the people in this city _everywhere_ would suck it up, but Osborn's lady ended production."

He handed the vial to Warren, who examined it closely with his free hand, as expected. His other hand was still holding on to his suitcase, of course.

"Thankfully, I was able to bribe some mook at Oscorp for a vial of the stuff. With this simple sample, I've gotten men fired from Oscorp for their work on it to mass-produce it and sell it to the city."

"You're selling a super drug to hundreds of unknowns throughout the city?"

Hammerhead nodded.

"...That's supposed to give you an iron grip on people?"

"Of course it is. No one's gonna know how to use it like Osborn did. Whatever he did on that formula to make it work for him hasn't been replicated by anyone, instead they pass out. Along with other ugly stuff. Unfortunately, many men I recruited weren't as faithful, seeing as they've been trying to take it to certain competitors so they can bank. Heck, just recently, some bozos tried to use a delivery truck to take some to Kinglsey" Hammerhead paused, taking a sharp intake of breath before he continued on, "Then there's certain freaks that are gonna try and stop the whole thing."

Hammerhead continued on, "What we need is a new breed of them super-bozos to knock down anyone in our way, which is where you come in. You make the bozos, we'll give ya the funding ya want. As many test subjects needed."

He offered a hand to Warren, "So, you in?"

He looked down at the Globulin serum in his hand, along with the metal suitcase he was still holding in his other hand. "What about Spider-Man?"

"Look, if ya catch him, do whatever ya want to him. All other threats must go."

For once in his life, Warren smirked. It was a slight one, but it was still a display of emotion he would rarely show. Surely, he liked where this partnership was going already. He placed the Globulin serum inside his lab coat pocket, allowing him to shake Hammerhead's hand with a tight grip.

"Well then," Hammerhead looked down at the suitcase then back up to Warren, "Let's get started."

What they didn't know was that Gargan stood amongst a group, overhearing as much as he could from the two.


	5. Water Weight

**New York Police Department – March 6th**

"Wow, these guys usually this stubborn?" Peter, fully clothed in his Spider-Man outfit, hung upside down on his web as he observed the glass separating him from a plain white room with a large white table spread across, accompanied by metal chairs on each side. Yes, he was indeed in his very first trip to a police interrogation room, something he'd looked forward to for some time. Movies always had the coolest scenes in those.

"Shut it, or we're making this visit your last." Peter turned to Jean DeWolff on his left, her face frowning as usual. On his right was Captain Stacy, observing the interrogation between Sergeant Carter and the criminal posing as a delivery truck driver last Saturday.

"Okay, okay, sheesh." He turned his head over back to the interrogation, DeWolff rolling her eyes as he turned his attention away from her. What a ray of sunshine she was. It wasn't like he was so loud that they couldn't hear what the speakers outside the interrogation room were saying, Carter was a very loud interrogator anyway. Like in the movies.

"One last time," Carter took a deep breath as he pointed to the green compound in his hand, "Who gave this to you?! Who were you sending it to?!"

Seeing how he's been asking this question for the 3rd time, it was clear that they'd get no valid answers at this point. Soon enough, the speakers went back to a static noise as Carter stood from his chair and to the exit of the white room. His face said it all.

"He doesn't want to say anything we need to know," He reached over for his nightstick in his socket, "I say we make him-"

Stacy grabbed Carter's arm before he even touched the nightstick, "No, Sergeant, we don't."

Just last Saturday, two lousy criminals madly driving a delivery truck turned Peter's life upside down in a way he didn't even expect. Just one truck containing so much Globulin Green, and he was clueless as to where they were being taken. Others were now openly using a substance notorious for driving one of New York's most influential industrialists into a psychopath and driving his son to addiction. Of course, Peter swung over to the police department and told them all about it immediately, because the last thing he needs is for the Globulin Green to make its return.

The Green Goblin and everything regarding him was gone forever. Peter intended to keep it that way.

Ever since the police got the news from him, they immediately started an investigation, today was the interrogation phase. So far, nothing, except the fact that both men said they were part of a mass production of Globulin Green. The fact that this compound, this demon in a vial was still roaming the streets even after Oscorp promised to end illegal experiments was very worrying.

"I...I just don't get it..." Peter said, "I mean, it can't be Oscorp making these, right?"

"Doubt it. They wouldn't pull something this risky." Captain Stacy stated, turning his attention to the Web-Slinger, "If this were them, and we had proof of it, they'd be shut down."

"I...I guess..." Peter brought his head down - or up, in this case - in thought.

"It's worth noting that the Green Goblin was a danger to even the most powerful crime lords," DeWolff added. "At least according to Lincoln's former men during their interrogations."

"They worked for New York's former biggest mob boss. They should know what they're talking about." Carter stated

"Exactly," Peter turned to the two police officers on his right, "I mean, why wouldn't some flunky try to bank on it? Make their own Goblin? Or worse, Goblin _s?_ "

"According to Officer Cooper, the serum the men were delivering isn't an exact copy of the original serum," Stacy explained, "It's close, but it's not the same thing."

Peter started to think about all the damage the serum has caused. Norman, Harry...

Harry.

He'd just been released of the Green's influence, he's barely dealt with his father's death. Fake or not, the Green had to be destroyed.

"No." Peter stated, bringing confusion to all officers as they turned to him, "Phony or not, that serum is a danger to every person on this city. I can't allow it to run free - we can't allow it to run free, we need to get rid it of it."

"Oh, we would be doing that right now," Carter turned his head to the glass, staring dead-eyed to the criminal he was just interrogating. "Certain people just don't want to say who they work for or who they were taking the vials too."

"Which already gets rid of the chance of these criminals working for a rival mob boss." DeWolff continued, "Unless they just want to protect the only source of the compound, or their bosses are in cahoots. Either way, this is going to be more difficult than we thought."

All stared directly to the glass once again, brining a newfound fear to the criminal. Yes, Carter was indeed pretty threatening during interrogation, but having the rest of the officers and Spider-Man looking condescendingly at him nerved him.

Peter dropped from his web, heading for the room's exit. "You guys ask Oscorp about this, I'll find answers."

"Answers?" DeWolff walked towards him, "Answers where?! We've barely-"

"I'll figure something out." Peter interrupted as he made his way out the door.

"Give him time, DeWolff." Captain Stacy walked over to the fellow officer, "He's seen what that serum can do to people up close. No wonder he's acting like this."

* * *

The makeshift lab Gargan had just entered was one owned previously by Green Goblin before his end. Seeing how this hideout can contain lots of Globulin Green, weapons, and experiments; it's no surprise it was now one of Hammerhead's primary bases. Ever since Hammerhead took over, he remodeled it, dividing it into two sections: the safe room and the experimentation room. Weirdly enough, the experimentation room is where the computers controlling the experiment were found, while the safe room seemed to be available for the people who want to watch experiments from afar. Gargan knew how most scientists he met during his lifetime would certainly eat up being that close to the experiment, so it didn't really surprise him.

In the room was Hammerhead and a blonde haired and blue-eyed man who sported a blue jacket and some jeans.

"Gargan," Hammerhead pointed to the blonde man, "This is Morris Bench, Osborn's former demolitions expert."

"Demolitions expert?" Gargan chuckled as he shook Bench's hand, "We gonna blow up Lincoln's building or somethin'?"

"Dunno yet." Morris answered, "Just got here, but I'm ready."

"Silvermane." Hammerhead said "You're taking down Silvermane's secret hideouts."

"Wasn't Silvermane taken down?" Morris asked

"He was, that's why his daughter took over. Again." Hammerhead said.

"Isn't she your ex?"

"Mistakes were made." Hammerhead continued, "We're doing it because they're using the deal we had with them against us. The deal was they'd provide us with money for production of the serum and we'd give them samples of it for weapons."

"No offense boss, but giving them access to that will make it easier for them to topple you."

"Which is exactly why we're here today" Hammerhead noted, "I knew it'd happen eventually, you know how long Silvermane's been trying to get on top again? We're gonna stop that from happenin'."

"So I'm gonna sneak into the places where they're holding these weapons and destroy them?"

"Precisely."

For sure, Hammerhead had gained quite the experience in the crime field, which was no surprise considering all the people he's worked for. He has been through all of the modern empires in New York, Silveremane to the Green Goblin. It was inevitable for him to learn from all of them and pick up what works and what doesn't, it was all over the way _he_ worked. There were hints of Silvermane, the anonymous contacts and fronts derived from Tombstone, while anything else that involved clearing threats was inspired by the Green Goblin. It was hard to ever see it coming, but Hammerhead was on the path of making a true name of himself in the city; and it was all because of what he's learned.

"But you said these bases are 'secret', right?"

Hammerhead nodded.

"How do you know they belong to Silvermane?"

"Mr. Gargan over here found them, and he was nice enough to provide the details." Hammerhead turned to Gargan. "Say, when's your boss coming?"

"He's coming any second now." Gargan looked to the door then back at a rather impatient Hammerhead, "Any second."

"What's taking him so long anyway?" Morris asked.

"Uh, calls." Gargan said. "Yeah. Calls. From ESU. Cause he's missing."

"Um, sir," Morris started, "Don't get me wrong, I love that I'll be able to blow something up but wouldn't it cause questioning from cops? The sudden explosions?"

"We'll make it so that the cops think something else is goin' on," Hammerhead continued, "Believe me, they won't know what hit 'em."

The doors to the lab opened, and in came Dr. Miles Warren himself. With the exception of Hammerhead, everyone in the room froze. His presence echoed throughout the room with each step he took, each step being slower and louder than the last. On his hand, the same suitcase he's been using for the past few days. Nobody knows what the suitcase has, nobody knows what he'll do with what's inside. It's that fear of the unknown, more than anything, that make these dangerous men fearful towards this one man. Is he going to turn one of them into a freak show against their own will? They all know he's fully capable of that, it was only a matter of what he'd decide to do.

"I was on the phone." He placed the suitcase on a table laid out with a control panel for the experiment, looking over the table as he spoke, "What is it that you said you wanted? Impenetrable and undetectable?"

Hammerhead turned his head over to Morris, "This is Morris Bench, Osborn's former demolitions expert. Workin' for us now. He's signed on to take down all the mooks tryin' to take over our business."

"Perfect." Miles opened the suitcase.

"Wait, wait, what's this about?" Morris questioned

"Enter the experimentation chamber. We'll set everything up there." Miles looked back to the computer screen.

"Wait wait, we didn't-" Morris paused.

"Oh, dear." Miles turned to Hammerhead, "You said nothing, did you?"

Miles turned back to Morris, bringing his glasses up to his face, "You will be experimented on. You will be turned into a superhuman. Got it?"

"What? I didn't agree to this! I-"

"Do it. You'll get your paycheck. Plus, you'll be able to destroy on a scale you've never imagined." Hammerhead said, leading Morris to smirking.

* * *

 **Manhattan**

 _'Find answers'? 'Find answers'?! Really, Parker? Really?!_

Peter shot one web thread to a building, one after another.

 _How am I gonna find answers? I mean, sure, I could ask Oscorp, but they're already going to be called by the cops. Heck, they probably already have. So what am I supposed to do if the interrogation wasn't finished yet?!_

He landed to the side of a building, face-palming as he moved his head horizontally.

 _Focus, Parker, Focus. What former mob boss could possibly help me figure out who could be behind all this?_

He observed the very bottom of the street in thought, unfortunately being distracted by it. Hot dog stands, people walking their dogs, families looking in awe at all the giant buildings. It was barely seen considering the height he was at, but that doesn't deny that he was standing at the top of a miracle in architecture and culture. What did a city as beautiful as this do to deserve rotten mobsters spread all about?

A call from his phone ended his train of thought.

Peter lifted the upper part of his suit, reaching his phone. He glanced at the caller ID and recognized it was from an unknown caller.

"Hello, this is Peter Parker. Who's-"

"Hey Pete!" The feminine voice said.

"...C-Carlie?"

"Betty gave me this number."

"Oh. Okay." Peter answered, "So uh, what's up?"

"Remember that truck that was chasing after us?"

"Yeah?"

"Spidey stopped it. It apparently had the same thing that made Norman Osborn into the Green Goblin!"

" ** _What?!_** "

"Yes! Seriously!"

Peter was more so surprised on how they gained this information so quickly, he _just_ started the investigation with the police!

"Who said?"

"Foswell."

"Of course!" Peter sighed, rubbing the space in between his eyebrows.

"...Anything wrong?"

"What? No, it's nothing."

"Sure?"

"Yeah..."

"Anyway, you're the photo guy. Did you ever catch Spidey taking down those trucks?"

"No, never. Why?"

"Dangit. Could've used it in an article about how the Green is probably being used a drug."

 _It probably is..._ Peter thought.

"I'll get pics next time." Peter said, "Promise."

"Great!" Carlie's tone changed as she spoke, "I mean, I can't wait until we end crime in this city. There's been enough. First Silvermane, then Tombstone..."

His lenses widened.

"Got it! Of course!" Peter lifted the upper part of his suit to put his phone away. "Thanks Carlie, bye!"

He jumped off the building he perched on and swung off to Lincoln's tower.

"Alright Tomby, here comes Spidey!"

* * *

 **Makeshift Lab**

Morris Bench was a demolitions expert. He dealt with making explosives, destroying things, whatever it may be as long as he got his paycheck. Of course, working for a man like Norman Osborn showed that he'd take any job that involves that, no matter the moral consequence. He was capable of taking up a job requiring explosions, that was his forte, but live experimentation? Another field entirely. He's never seen anyone else do it, much less expecting it to be used on himself.

"So, uh..." Morris started nervously, looking at all the tubes and wires held all around the big metal suit around him. The suit contained tubes all throughout, with a big circle on the torso piece. Being a demolition's expert, he's seen a lot in his life, but none like having literal tubes inside his body, ready to do who knows what. "What's gonna be done, again?"

Warren, Hammerhead, and Gargan were standing in front of him

"We'll be correcting the mistakes done with Sandman." Warren said, "Sandman was an achievement. The success of his creation paves the way for a truly indestructible human. The problem was the element he was chosen to be composed of. Sand can be easily crumbled down by water, the material that covers 71 percent of the entire planet, for starters..."

Warren started getting the control panel ready as Hammerhead gave Gargan some experimental glasses to put on, wearing a pair himself. Warren was the only one not wearing a pair.

"The solution? Make a super soldier like Sandman, but compose him of the most abundant mineral of the planet instead." Warren continued. "Not only will you be undetectable, but you will be very hard to defeat."

"Oh. So I won't even need the bombs, am I?" Morris asked.

"Technically speaking, you won't. Much easier to flood whatever you're destroying." Warren added.

This is where Morris was starting to get on board with the experiment, but he had his questions. Sandman was never able to restore an actual human form, as in, one that was fully human, he was always fully composed of sand.

"Okay, that all sounds cool but I'll be able to 'un-freak', right?"

"The suit we're giving to you allows you to sustain both water and human form, so you can blend in with crowds as well."

"Alright then, c'mon!"

Warren whispered to himself. "Hm. The things people do for money..."

"Are we ready?" Warren asked, turning to see Gargan and Hammerhead already wearing the glasses. "Let's get started."

"3... 2... 1... " Before pulling down the lever, Warren eyed Gargan. "Gargan, are you sure you don't want to enter the safe room?"

"Nah, it'll be fine. You really think water scares me?" He chuckled.

Hammerhead shrugged as Warren pulled down the lever. The tubes connected to Morris' body were getting filled with water as his suit did the same. He was shaking uncontrollably, the lights in the room flickered constantly as he yelled in pain.

The only person shaking as much as Morris was Gargan.

"Uh, on second thought-!" Gargan rushed straight to the safe room.

Morris' screams soon ended when his entire body became covered by liquid, following with an explosion that filled the entire room with drops of water.

Hammerhead removed the wet safety goggles, "Well, that's that."

"Wait for it." Warren said.

Soon enough, the liquid spread throughout the room defied all physics. The drops attracted to the location Morris was previously on, slowly forming a figure with each drop that connected like a puzzle. The figure was that of a human body entirely composed of water, said water then being replaced by the same blonde haired man in the experimentation suit. The suit was unscratched, containing the tubes it had previously, the only difference being the tubes were filled with water. The circle in his chest piece was blue, along with the sleeves of his suit, while the rest of the suit was black from torso to the foot.

"How do you feel, Mr. Bench?"

Bench looked at his hand, seeing water encasing it instead of flesh. He was horrified, albeit interested, by this. His hand was water. Despite this, with a mere thought, that hand changed back to the normal human hand he was used to having.

"I'm feeling great."

"Good." Miles said, observing the suit. "The reason the suit has the tubes is so that it can stabilize your human body. As opposed to 60 percent of your body, 100 percent of your body is now water and you can manipulate other water as much as you please. The suit can also generate water at will for your body, just in case you find no water in the vicinity and have to resort to the water in your body. Keep in mind it is limited and -."

"Wait, wait, so do I control water or am I made of water?"

"Both." Miles answered, "Your body is entirely composed of water, but it is still needing of water to sustain itself, explaining the purpose of the suit. You retain your human physique because even though you are capable of controlling water and traveling through water, the suit makes sure you can stabilize a human form instead of being a living puddle."

There was a silent air to the room as everyone stared back at him. He sighed.

"Let me reiterate: you can switch from a puddle to a human. As long as there is water, you'll have power."

"So... I can flood a house by just blowing up their tubes or something?"

Warren nodded "Destruction in your fingertips."

"Alright so, the job? Where's Silvermane's punks at?" Morris turned to Hammerhead

"Follow Gargan. Either with him in the car or through a tube system, I don't care." Hammerhead said, "Just reach where ya have to go and do your job. When you're done, Gargan will proceed with the paycheck on my part."

"W-Wait, what about the cops? The Spider?"

"Crush the-"

"If you find Spider-Man and defeat him, bring him to me. If you don't find him after winning, bring me the results of the fight." Warren turned to Hammerhead, "Let's stay true to our deal."

"Yes, of course."

"Gargan?" Morris looked over to a water tube sticking out of the ground as Gargan peaked out of the safe room. "Wait for me outside."

He walked to the tube, putting his hand closer to it as he closed his eyes in concentration. All he had to do was think. Afterwards, he slowly dissolved into water, crawling inside the tube as he left the area.

"How does he know I'm gonna be up there?" Gargan asked

"Wait outside and see what happens. He has to learn his powers somehow." Warren's statement lead to Gargan heading for the exit of the lab.

Hammerhead could be seen smirking at the success of the experiment. Why wouldn't he be proud of his progress? Sure, Silvermane had weapons, but Hammerhead was doing what no one else thought of - using supers as his men. Instead of being distractions for Spider-Man or tools for destroying Spider-Man, he would use people like Morris as a message to all his rivals. That alone was enough to make him certain of his success.

* * *

 **Manhattan - Lincoln Tower**

When Peter swung over to the Lincoln Tower, he did not expect to find the window he used to go through locked. Tombstone always said he'd do that, but it was still awkward. Through the window, Peter saw Tombstone in the same sitting position - looking forward, hands together up to his chin, staring at nothing in thought. It's like if nothing had changed, like if Peter came here to pay Tomby a visit in his continued battle against crime. Of course, that wasn't the case anymore.

Things have changed, so would Peter's allies.

He knocked on the window to gain Tombstone's attention, resulting in him looking towards the window as Peter waved at him. Immediately, he looked away.

 _Okay, then._

Peter looked around to find another way inside.

 _The vents._

Crawling up to the top of the tower, he was able to find an air vent, pulling off its grate and crawling inside. Peter wasn't as used to air vents as many would expect, he usually avoided them considering their tunnel-like atmosphere and cold temperature. Last time he remembered doing it was in a maximum security prison with a crazy cat burglar, and it was _way_ past pleasant.

"Tombstone!" Peter bursted out the air vent located in Tombstone's main room. He started looking around in a fighting position, being attentive to any bodyguards that'd come his way. "...No guards?"

"No." Tombstone said, "The police have provided me some _actual_ security officers..."

As he said this, Tombstone pulled out a red button from his desk, presumably to call security.

"Wait wait _wait!"_ Peter yelled, raising his hand up.

Tombstone paused, raising an eyebrow, "Be brief."

"You know of Globulin Green?"

"The drug Osborn used?"

"Yeah, it is." Peter walked over to Tombstone's table, "I recently found some guys trying to deliver it somewhere. The police are still trying to figure out to _who_ they were sending it to, which is why I'm here."

"I'm under police surveillance, I couldn't be able to take advantage of the drug even if I wanted to."

"That's not the point. You're a former crime boss, you _should_ know who could be behind all this, and you _should_ be able to help me out."

"You're asking for _my_ help?"

"Yes." Peter said, "I am asking for your help."

"...Why should _I_ help _you_?"

Peter saw that he had a point. He _is_ currently standing in front of the vigilante who ended the operation he put so much effort into, after all.

"You'll help innocent people, get Globulin off the streets, clear your record maybe."

Tombstone gave him a blank stare, leading to a sigh from Peter.

"Remember when you asked me to take down only _your_ enemies? Same case here, except you won't have to pay me."

"..."

"C'mon, man! Why can't you be good for once!"

"Fine." Tombstone said. This is the last thing he'd want to do, but if it meant Spider-Man leaving him at peace, he'd take it. "I don't have a clue about the people in charge now, mind you."

"Then tell me some guys that _could_ be in charge. I mean, c'mon, we currently got nothing."

"Silvermane." Tombstone answered.

"I took that guy down on Valentine's Day."

"His daughter made it out, apparently. At least we think so. No one's found her ever since Valentine's day."

"You think she's trying to bring her father's empire back on track?"

"Why wouldn't she? You left a power vacuum in New York."

"That...sounds cooler than it already is."

Tombstone sighed.

"N-Nevermind, move on."

"I may have dated information, but I could give you somewhere to start with these hideouts." Tombstone stood from his chair and looked out the window, "Down by the coast of this city, there's an old warehouse. It's supposed to be for vehicle repairs, but it was supposedly a front for Silvermane, at least according to my sources. Would've taken care of it by now, but you happened."

Peter raised his arms, shrugging as he did so, "Not sorry."

"I doubt it's still being used, but considering how Silvermane's daughter most likely has to start from scratch with the empire, I'd recommend going to it."

"Got it." Peter started walking toward the window, opening it to swing over to this 'hideout'. "I'll return if I get anything from it. Or something."

Tombstone watched him jump outside and webswing to the vast landscape of the city.

* * *

 **Manhattan**

Peter reached the location pinpointed to him by Tombstone, a front for one of Silvermane's hideouts in New York. He made note that it was an old one and it was very unlikely that Silvermane still used it, but checking was still useful regardless.

"Gotta give it to Silvy, no one would ever enter this junk heap." Peter swung over to one of the smaller buildings in the area as he approached the warehouse, perching on said building as he examined the warehouse. It was very far from the rest of the city as well, being that it was next to the ocean surrounding the city. Before making his move, he noticed an unexpected noise emitting from under his suit, that noise being the Itsy-Bitsy Spider tune. He lifted the top part of his suit and pulled out his phone.

"Ugh, c'mon, who could possibly be-"

He suddenly lost track of what he had to say. All words he would follow with were sucked out of mouth and completely forgotten at the sight of the screen. If his eyes weren't lying to him, if his brain was working, if he wasn't in one of Mysterio's weird illusions, then the phone screen clearly shows that _she_ was indeed calling him. Immediately, he answered the call.

"G-Gwen! How are you doing how are-"

"Woah, woah," Peter soon realized it wasn't who he thought it was, "Chill out Pete, it's me."

"Oh." Peter answered dryly. "Harry. Why are you calling from Gwen's phone?"

"She's sleeping on my comfy couch and I wanted to give you a call, so voila."

"…Then why not use your phone?"

"It lost charge."

"So charge it?"

"Nah. Feelin' lazy. How 'bout you?"

"Fine." He said. "I'm fine."

Peter was certain Harry was trying to 'spite' him or make him 'jealous'. Don't get him wrong, the fact that Gwen was sleeping on his couch certainly gave Peter heaps of jealousy, even if he doesn't want to admit it; but Harry clearly didn't want to say good afternoon to his jolly ol' pal. He wanted Peter to get angry, it was all over his snarky tone, and the worst part is that it was working. Peter wanted to end the call before he crushed his only phone with his bare hands. Granted, he was angrier at the fact that he was in the middle of finding clues and Harry decides to interrupt with his childish antics.

"Good to know!" He answered brightly, "You seem down, wanna head over to my place? We got pizza. Promise."

"Tempting." Peter answered. As if it weren't obvious enough, Harry was trying to invite Peter over so he could third-wheel an unhealthy relationship all day. Not happening. "Fortu - uh – Unfortunately, I'm kinda busy at the moment."

"Oh, I see. What is it, the Bugle again? Yikes, they're sure giving you some workload recently."

"It's complicated." Abruptly or not, he already saw where it would go. "And yes, they are. Bummer."

"Geez man, you sound dry as a seashore! Sure you don't-"

"Seashores get wet, Harry."

"C'mon, man."

"I'm in the middle of something, why don't-!"

Call ended.

Peter looked blankly at the caller ID as it went away.

"And good riddance." He lifted the upper part of his suit as he placed his phone in his utility belt.

 _Alright then, back to business.  
_

Placing a camera on the building, he head to another to get a closer look at the warehouse in front of him, examining it once again to find an entrance he could sneak through.

"Alright, air vents on top, so I can go in and..." he stuttered, trailing off as his mind kept going somewhere else, "Uh..." He shook his head repeatedly

 _Focus, Parker!_

He really wished he could be on good terms with Harry and Gwen. That's all that was on his mind after that awkward call with someone he'd been calling his friend for so many years. Harry and Gwen, along with Eddie, were what helped him survive his Freshman and Sophomore years. When he needed bullies off his back, Eddie was there for him. When he wanted to work on a project with someone he trusted, Gwen was the first choice. When he just wanted to hang out, Harry was a call away. Now, Eddie has become the bully, Gwen gets awkward around him, and Harry only called to be a jerk for no reason. Fortunately, Gwen was just the innocent victim that needed to get out of a sticky situation, but there was nothing he could do. If he accepted Harry's invitation, he'd only allow Harry to drive Peter's jealousy

 ** _"She needs your help more than ever. Whether you decide to act is your decision."_**

MJ's words stuck with Peter as he continued to swing. What was he supposed to do? Head over to the hideout or prevent Harry from manipulating Gwen?

It's choices like this that always got to him, not matter what. Yes, his responsibilities were always above whatever he did with his personal life, but was it really right to leave Gwen in a situation like this? She was one of the greatest friends he ever had, always being the go-to for moral support no matter what. She never betrayed him and learned to forgive Peter despite his constant mistakes. One could go as far to say that, as of now, she really is his best friend. He should be able to help her with this just fine, it's just a relationship she needs to get talked out of after all. It would be that simple if Harry didn't go through everything he went through, but he did.

They both needed support, and Peter had to do something about it before anyone close to him gets hurt again.

He looked over to the warehouse, sighing as he kept thinking on what to do. He was so lost in his thoughts that he only just now noticed shaking from the wall he was on.

"Agh, Spider-Sense, take it down a notch!" He looked below to the shaking wall as his senses buzzed, "Is there an earthquake or something?"

Peter was instantly greeted by water splashing straight to his suit, another stream colliding to his right before he had any time to recover.

The water was coming from seemingly nowhere. One second, he was on the phone with Harry, the other he was being tossed around by a flood busting out of a building! He was pushed all the way down to the middle of the road, large puddles beneath him as the streams ended.

He coughed relentlessly, pulling the bottom of his mask up so he could spit out all the water that entered his mouth. He was soaked, from head-to-toe.

"Ugh" he stood up, lenses widening as he saw his phone floating on a puddle, "No, no, no!"

He slid his fingers all over the keypad in the low hopes of at least getting a purple screen to no avail. The screen remained black and lifeless. No response whatsoever.

 _How am I gonna explain this?! The budget can only allow one lousy phone!_

His spider-sense buzzed immediately, making him look up to the Silvermane hideout in front of him. Except, instead of it being a plain warehouse, it was replaced by floods of water bringing it down to the ground.

Peter ran full-speed to the house. Whatever made that house flood was something he'd have to find out later, but his priority now was to get as many people away from the crashing water as possible. He placed his phone in his utility belt, jumping so he could swing to the site.

As he reached closer to the house, his spider-sense rung once again, but he was too late to see the giant fist emerging from the floods of water.

He coughed repeatedly again, standing up from the ground. All the water surrounding the destroyed warehouse formed into a humanoid figure. The face that was forming was unrecognizable at first, but as soon as he saw the blonde hair, the blue eyes, and odd jawline; he was put into shock.

 _Morris Bench?!_

"Mo-I mean, sir! What are you doing?!"

"Trust me webhead, nothin' personal." He rose his gloved fist as it formed into a liquid fist.

Peter jumped over to the side as the fist collided on the ground, resulting in a loud splash.

 _Of course this guy's evil! Why wouldn't he be? Osborn only hired nutjobs!_

"Look, sir, whatever it is you're doing you have to stop!" He raised his hand up to his face, "Innocent people are being hurt!"

"Pay's good, so no."

"Fine." Peter brought the two fingers down to his wrist, making his raised hand into his thwip gesture. The web thread caught on to a lamppost, Peter brought it down to the puddle connecting to Bench's feet. The bulb on the post broke, making the electricity from within the bulb to spread throughout the puddle. In response, Morris used his water manipulation to push the puddle pack, leaving him unharmed.

Morris smirked, flicking his finger as he pointed it to a nearby fire hydrant. It flung open, Peter dodging it as it hit the concrete. The stream of water it left started following Peter as Morris moved his finger to guide the stream.

Peter scaled up the walls, running on them as he tried to figure it out what to do with the water. It was following him like a heat-guided missile, no matter where he jumped to it was still onto him. Peter jumped from the wall, the water hitting a window on said wall. The water exited from another window, continuing to follow Peter as he was on the ground. Quickly, Peter used his enhanced agility to dodge the water by moving his torso backwards to where it nearly reached the floor. Surprisingly enough, the water did indeed miss him, but Peter's spider-sense told him it was all intentional on Morris' part.

He turned around, seeing Morris transfer the water directly to his hand, catching it as it formed into a ball of water. He threw the ball over to Peter, Peter being able to jump in the air to dodge it. However, this only leaves him open for another attack.

Morris' bottom half turned into a tornado of water as he put both his arms together, unleashing a full strike of water towards Peter. The sheer speed and size of it was enough to hit Peter back straight to a building wall and back down to the floor.

He coughed harshly as he stood back up, slowly opening his eyes only to see a pool of water escaping a nearby vent below the sidewalk.

"Ugh, lost cause, no manholes in sight." He looked down at his soaked suit, smelling the wet cloth and then cringing in disgust.

"Man, where do these guys come from…"

* * *

 **A/N: There it is, guys. The first _long_ chapter of the series, with Hydro-Man as the first villain. I know he seems like the typical 'I'LL KILL YOU AHAHAHAH' villain as of now, but a little insight on him will come later. I'll try to give him a good motivation in the next couple chapters.**

 **I wanna give a few special thanks to people who helped me with this chapter, like OriginalMiles did with the chapter name. I would link his account but it's half ironic meme stories, which may or may not appeal to all of you lol.**

 **Make sure to review and tell me your thoughts! Helps me improve!**


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